ODDO GENERATION. French Common Fund (FCP) 12, boulevard de la Madeleine Paris PROSPECTUS

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1 UCITS under Directive 2009/65/EC ODDO GENERATION French Common Fund (FCP) 12, boulevard de la Madeleine Paris PROSPECTUS ODDO GENERATION 1

2 UCITS under Directive 2009/65/EC ODDO GENERATION PROSPECTUS LEGAL STRUCTURE: Name Legal form and Member State in which the Fund was established Inception date and intended lifetime GENERAL CHARACTERISTICS ODDO GENERATION (hereinafter the Fund ). French Common Fund (FCP). This Fund was approved by the Autorité des marchés financiers ( AMF ) on 11 January It was created on 19 March 2008 for a period of 99 years. This Fund is the result of the absorbing of the Oddo Génération SICAV, created in FUND OVERVIEW: Unit classes ISIN code Appropriation of distributable income Base currency CR-EUR FR Accumulation EUR Characteristics Minimum initial investment 1 thousandth of a unit CI-EUR FR Accumulation EUR EUR 250,000* Minimum subsequent investment 1 thousandth of a unit 1 thousandth of a unit Target investors All subscribers, and particularly natural persons All subscribers, and particularly institutional inv estors Income: Distribution: DR-EUR FR Capital gains or losses: distribution and/or accumulation EUR 1 thousandth of a unit 1 thousandth of a unit All subscribers, and particularly natural persons GC-EUR FR Accumulation EUR EUR 100 CN-EUR FR Accumulation EUR EUR 100* CL-EUR FR Accumulation EUR EUR 5,000,000* CR-SEK [H]** FR Accumulation SEK ODDO GENERATION 2 1 thousandth of a unit 1 thousandth of a unit 1 thousandth of a unit 1 thousandth of a unit 1 thousandth of a unit Units are reserv ed for (i) insurance companies approv ed by ODDO BHF Asset Management SAS, to represent unit-linked products subscribed as part of adv isory management contracts in their range and for (ii) ODDO BHF SCA clients also hav ing signed an adv isory agreement w ith an ODDO BHF SCA financial inv estment adv isory partner. Units reserv ed for (i) Sw iss and Italian institutional inv estors (ii) retail inv estors if they inv est v ia a distributor, financial adv iser, platform or other intermediary on the basis of a specific agreement or commission agreement concluded betw een the inv estor and the intermediary. Units reserv ed for institutional inv estors domiciled in Latin American countries, ex cluding prohibited countries included on the Financial Action Task Force (FATF) list and on the current French list. All subscribers, and particularly natural persons.

3 * With the exception of the Management Company, companies in the Management Company's group and UCIs and mandates managed by the Management Company, from which no minimum subscription is required. ** CR-SEK [H] units are hedged against Swedish krona/euro exchange risk in order to limit changes in performance in comparison to the units in euro, albeit with a residual exchange risk of up to 3%. I NFORMATION FOR SHAREHOLDERS: Address at which the latest annual and semi-annual reports are available: The latest annual and semi-annual reports shall be sent to unitholders within eight business days upon written request to: Company Address ODDO BHF ASSET MANAGEMENT SAS 12, Bd de la Madeleine Paris information_oam@oddo-bhf.com These documents are also available: On the website am.oddo-bhf.com By contacting Customer Services By telephoning Any further information required can be obtained from the Client Services Department, tel.: DIRECTORY Management Company ODDO BHF ASSET MANAGEMENT SAS, société par actions simplifiée (simplified joint stock company) (hereinafter the Management Company ) Portfolio Management Company approved by the AMF (number GP 99011) 12, boulevard de la Madeleine Paris. Custodian, Depository, establishment in charge of liabilities management delegated by the Management Company ODDO BHF SCA, a société en commandite par actions (general partnership limited by shares) (hereinafter the Custodian ). Bank approved by the French Prudential Control and Resolution Authority 12, boulevard de la Madeleine Paris. ODDO BHF SCA acts as custodian for the Fund. The Custodian carries out the following duties, as defined in the applicable regulations: holding the portfolio assets in safekeeping, overseeing the Management Company s decisions and monitoring the Fund s cash flow. By virtue of delegation by the Management Company, the Custodian is also responsible for the management of Fund liabilities, which includes centralising subscription and redemption orders for Fund units, as well as keeping an account of Fund units issued. In certain countries, the Custodian delegates its safekeeping activities. A description of the safekeeping activities delegated, the list of delegatees and sub-delegatees of the Custodian and information on the conflicts of interest liable to result from such delegation are available on the Management Company s website: am.oddo-bhf.com Investors may also request up-to-date information on this from the Management Company. As an entity, the Custodian is independent of the Management Company. Administration and Accounting delegated to EUROPEAN FUND ADMINISTRATION FRANCE SAS (EFA France) 17, rue de la Banque Paris Statutory auditor ODDO GENERATION 3 The role of EFA is to calculate the net asset value of the Fund and other services listed in the agreement. Any conflicts of interest arising as a result of this delegation will be handled in accordance with the policy for managing conflicts of interest, available on the Management Company s website: am.oddo-bhf.com DELOITTE & ASSOCIES (hereinafter the Statutory Auditor ) 185 avenue Charles de Gaulle Neuilly sur Seine Authorised signatory: Jean-Marc Lecat.

4 Promoter ODDO BHF ASSET MANAGEMENT SAS Portfolio Management Company approved by the AMF (number GP 99011) 12, boulevard de la Madeleine Paris. The list of promoters is not exhaustive mainly due to the fact that the Fund is listed on Euroclear. Thus, some promoters may not be mandated by or known to the Management Company. Assignees Advisers Agent for receiving subscription and redemption orders Other agent for receiving subscription and redemption orders None. None. ODDO BHF SCA, a société en commandite par actions (general partnership limited by shares) Bank approved by the French Prudential Control and Resolution Authority 12, Bd de la Madeleine Paris CACEIS BANK, Luxembourg Branch (prior to centralising) 5, allée Scheffer L-2520 Luxembourg OPERATING AND MANAGEMENT PROCEDURES I - GENERAL CHARACTERISTICS Rights attached to the units Inclusion in a register Voting rights Form of units Fractions of units Financial year-end Tax regime The co-owners rights are represented by units, with each unit corresponding to the same fraction of the Fund s assets. Each unitholder has a co-ownership right in the assets of the Fund proportional to the number of units they hold. The distributable income consists of: 1 The net income for the financial year plus retained earnings, plus or minus the balance of the income equalisation accounts for the last financial year. 2 The realised capital gains, net of fees, minus realised capital losses, net of fees, recorded during the financial year, plus net capital gains of the same kind recorded during previous financial years and that have not been subject to distribution or accumulation, plus or minus the balance of the capital gains equalisation accounts. The categories of income referenced in points 1 and 2 respectively may be distributed, in full or in part, independently of each other. The Management Company delegates the management of liabilities to the Custodian. No voting rights are attributed to the ownership of units. Decisions concerning the Fund are taken by the Management Company. The voting rights attached to the securities held by the Fund are exercised by the Management Company, which has the sole power to take decisions, pursuant to regulations in force. The Management Company s voting policy may be consulted at its registered office or online at am.oddo-bhf.com, in accordance with article of the AMF General Regulation. Unitholders can obtain a report of the Management Company s voting activities from the Management Company. Bearer. Listed on Euroclear France Subscriptions and redemptions are carried out in thousandths of units. Last stock market trading day in September. End of first financial year: 30 September General provisions ODDO GENERATION 4 The Fund may be used for life insurance policies. The Fund is eligible for the French Equity Savings Plan (Plan d Epargne en Actions or PEA). As of 1 July 2014, the Fund shall be governed by the provisions of appendix II, point II. B. of the Agreement (IGA) signed on 14 November 2013 between the government of the French Republic and the government of the United States of America so as to improve compliance with tax obligations at an international level and implement the act governing compliance with these obligations for foreign accounts (FATCA).

5 II - SPECIFIC PROVISIONS ISIN code ODDO GENERATION 5 This prospectus does not purport to set out the tax implications for investors of subscribing, redeeming, holding or selling the Fund s units. These implications will vary, depending on the laws and practices that apply in the country of residence, domicile or incorporation of the unitholders and on their personal situations. Abroad, in the countries where the Fund invests, capital gains on the sale of securities and income from foreign sources received by the Fund may be subject to tax, generally in the form of withholding tax. The amount of withholding tax due may be reduced or waived when the governments in question have signed tax treaties. Depending on your tax status, your country of residence or the jurisdiction from which you invest in the Fund, any capital gains and income resulting from the holding of units of the Fund may be subject to taxation. We advise you to consult a tax advisor in relation to the potential consequences of purchasing, holding, selling or redeeming units of the Fund according to the laws of your country of tax residence, ordinary residence or domicile. Neither the Management Company nor the promoters shall accept any responsibility whatsoever for any tax consequences that may arise for investors following a decision to purchase, hold, sell or redeem units of the Fund. Redemption of unit followed by a subscription As the Fund is made up of several unit classes, a conversion from one class of units by means of a redemption followed by a subscription of another class of units constitutes, for tax purposes, a sale in return for payment of a consideration likely to generate a taxable gain. Specific provisions of the German Investment Taxation Act The German Investment Tax Act (GITA) provides for a partial tax exemption for certain German residents investing in equity investment funds (subject to a minimum equity quota of 51% ) or mixed investment funds (subject to a minimum equity quota of 25% ). This new tax treatment will enter into force on 1 January 2018 (though the GITA itself has come into effect as of 27 July 2016, with certain changes being applicable as of 1 January 2016 with retroactive effect). In accordance with article 5a of the Fund s regulations, the Investment strategy and composition of assets sections of the Prospectus set forth the instruments and deposits which are eligible to form part of the Fund s assets. It is confirmed in the Investment strategy section of this Prospectus that the Fund invests in a minimum equity quota as set forth by the GITA (as amended). For this purpose, equity participations shall mean, in accordance with Section 2 para. 8 of the GITA: participations in capital companies which are listed on a stock exchange or listed on an organised market; participations in capital companies which are not real estate companies and which are incorporated in a member state of the European Union or the European Economic Area and are subject to income taxation for capital companies there and are not tax-exempt; participations in capital companies which are incorporated in a third country and are subject to income taxation for capital companies there at a minimum rate of 15% and are not tax - exempt; shares or units in equity investment funds according to Section 2 para. 6 of the GITA with an amount of 51% of their value; and shares or units in mixed investment funds according to Section 2 para. 7 of the GITA with an amount of 25% of their value. German residents are invited to consult their own tax advisor for further information on the provisions of the GITA. CR-EUR units: FR DR-EUR units: FR CI-EUR units: FR GC-EUR units: FR CN-EUR units: FR CL-EUR units: FR CR-SEK [H] units: FR

6 Classification Fund of funds Investment objective Benchmark index International equities fund. Less than 10% of the net assets. The Fund s objective is to outperform the MSCI EMU Net Return Index over an investment period exceeding five years. The benchmark is the MSCI EMU, net return, denominated in euro (Bloomberg code: MSDEEMUN Index). The MSCI EMU (net return) index is made up of leading Euro Zone stocks, selected on the basis of their market capitalisation, transaction volumes and business sector. The index aims to maintain a geographic and sectoral weighting that reflects the economic structure of the Euro Zone as closely as possible. This index includes around 300 stocks. Source: MSCI EMU net index (EUR). Investors are advised that the benchmark index does not constitute a limitation on the Fund s investment universe. It allows the investor to assess the Fund s risk profile. The Fund s performance may differ substantially from that of its benchmark index. Investment strategy The aim of the investment strategy is to manage a portfolio invested in European companies of all market capitalisations and sectors, benefiting from stable and long-term share ownership (often families). The Fund s investment strategy follows a purely bottom-up approach, with no style bias, and is based on the managers most strongly held convictions: investment decisions are informed by rigorous fundamental research and a flawless grasp of companies business models. It is based upon a four-stage investment process: - Stage 1: An initial qualitative filter based upon share ownership continuity and management quality facilitates the selection of companies with a long-term vision, many of which are owned by families. - Stage 2: A second filter based on companies financial fundamentals to mainly pick companies with a high and/or rapidly improving ROCE and the ability to self-finance their growth and expand internationally. - Stage 3: A fundamental analysis of companies with a view to fully understanding their economic model and operations. Once the management team is convinced of a company s quality and positioning, it will value the company by creating pessimistic, standard and optimistic scenarios, thereby defining purchase and sale levels. ESG (Environmental, Social and Governance) criteria are taken into consideration at the valuation stage. Our approach to adopting ESG criteria combines a best-in-class and a best-effort approach, thereby favouring the development and improvement of best practices. An internal scoring system for securities held within the portfolio, based on proprietary analyses and external databases, will be used. This extra-financial scoring system does not necessarily mean that the securities with the lowest score will be sold, but it will have an impact on companies target valuation. - Stage 4: Portfolio construction. Companies target valuation, defined in the previous stage, will be coupled with volatility and solvency criteria with a view to deciding the final weighting of each company within the portfolio. The Fund invests at least 51% of its total value in equity participations, within the meaning of Section 2 Para. 8 of the German Investment Tax Act (GITA) and as laid down in the Tax regime section of this Prospectus. At least 75% of the Fund is permanently exposed to equities of issuers headquartered in a member state of the European Union, Iceland or Norway. ODDO GENERATION 6

7 Furthermore, the Fund may hold a maximum of 25% of its net assets in equities of listed companies headquartered outside the European Union, Iceland or Norway. These companies shall be headquartered in other member countries of the OECD or, up to the limit of 10% of the Fund s net assets, in non-oecd countries (emerging markets). Up to 50% of the Fund is exposed to currency risk. Composition of assets 1 - Assets (excluding embedded derivatives) Equities At least 75% of the Fund is permanently exposed to equities of issuers headquartered in a member state of the European Union, Iceland or Norway. Furthermore, the Fund may hold a maximum of 25% of its net assets in equities of listed companies headquartered outside the European Union, Iceland or Norway. These companies shall be headquartered in other member countries of the OECD or, up to the limit of 10% of the Fund s net assets, in non-oecd countries (emerging markets). Characteristics of shares or equity securities held: - Shares of companies that are largely family-held; - Securities traded on regulated markets; - Equities from all business sectors; - Equities of all market capitalisations; - Shares purchased by the Fund are not necessarily part of the benchmark index. Bonds and debt securities Up to 25% of the Fund s assets may be exposed to fixed, variable or revisable rate securities (linked to bond market or money market rates) in order to optimise cash management. These transferable debt securities shall be denominated in euro and issued by gov ernments and public corporations or credit institutions in the Euro Zone rated higher than AA (Standard and Poor s or deemed equivalent by the Management Company or based on the Management Company s internal rating). The Management Company does not use the ratings issued by ratings agencies automatically or in isolation, as it also applies its own internal analysis. In the event of a downgrade, the Management Company will take the interests of shareholders, market conditions and its own analysis of these fixed income products into account when respecting rating limits. UCI shares or units Up to 10% of the Fund may be invested in units or shares: - of French or foreign UCITS that may not invest more than 10% of their assets in units or shares of other UCITS, AIFs or investment funds, - of French AIFs or AIFs from other EU Member States, - of investment funds established under foreign law. The units or shares of these AIFs and investment funds must meet the four criteria under article R of the French Monetary and Financial Code, namely: (i) that they are subject to regulations equivalent to those applicable to UCITS and that there is cooperation between the AMF and the regulatory body of the AIF; (ii) that the level of protection granted to unitholders is equivalent to that of UCITS; (iii) that they issue semi-annual and annual reports explaining their activities; and (iv) that they must not themselves invest over 10% of their assets in units or shares of other UCITS, AIFs or foreign investment funds. The investment strategies of these funds will be compatible with that of the Fund. These funds may be managed by ODDO BHF Asset Management SAS or ODDO BHF Asset Management GmbH. 2 Financial futures and options The Fund may invest in all financial futures or options traded on regulated or organised markets or over-the-counter in France and other countries, subject to the regulatory limit of 100% of the net assets. The Fund may use futures or options to hedge the portfolio against or expose it to equities, business sectors or market indices, in order to achieve the investment objective defined. It may also use forward exchange contracts or currency swaps (used to hedge currency risk linked to holding assets denominated in foreign currency). The Fund will not use Total Return Swaps. ODDO GENERATION 7

8 3 Securities with embedded derivatives ODDO GENERATION 8 Derivatives are used in order to manage exposure to equity risk without seeking overexposure. The Fund may therefore hold up to 10% of its assets in convertible bonds and subscription certificates to gain exposure to these instruments with the aim of meeting the investment objective. 4 Deposits The Fund may use deposits to optimise the return on the Fund s cash holdings, up to the limit of 20% of its net assets. Used as part of day-to-day management of the Fund's cash assets, these will contribute to achieving the investment objective based on their level of return. 5 Cash borrowing The Fund may borrow the equivalent of up to 10% of its net assets in cash in order to cover a temporary delay between incoming and outgoing funds relating to purchases and sales of securities issued on the market, or to cover large redemptions; 6 Temporary purchases and sales of securities The Fund may, for cash management purposes, investment of the guarantees obtained in the context of securities lending or to maximise Fund income, use: - repurchase and reverse repurchase agreements - securities lending. Any temporary sales or purchases of securities shall all be conducted under market conditions and within the following limits. - up to 20% of the Fund s net assets in the case of securities lending, and - up to 20% of the Fund s net assets in the case of repurchase and reverse repurchase agreements. These operations shall be performed on the equities, debt securities and money market instruments referred to in the Assets (excluding embedded derivatives) section. The targeted proportion of AUM to be used for securities lending will be 10%. The targeted proportion of AUM to be used for repurchase and reverse repurchase agreements will be 10%. Within the scope of these transactions, the Fund may receive or issue financial guarantees (collateral). Their operation and characteristics are presented under Collateral management. Temporary purchases and sales of securities may be carried out with ODDO BHF SCA or with EU banks that have a minimum credit rating of A-. Additional information can be found under the heading Fees and expenses. For further information, please refer to the Fund s annual report. 7- Collateral management Within the scope of OTC financial derivatives transactions and temporary purchases and sales of securities, the Fund may receive or issue financial assets as guarantees. The purpose of receiving financial guarantees is to reduce the Fund's exposure to counterparty default risk. They will consist solely of cash. As an exception to the above, and only in the case of reverse repurchase operations, the Fund will receive traditional fixed income securities rated at least A- and/or securities issued by governments with a rating of at least AA- as collateral. In any case, the issue of the security received as collateral must be larger than EUR 100 million and the Fund's participation will be limited to 10%. Transactions potentially requiring the use of financial guarantees shall be carried out with a European Union credit institution that may belong to the ODDO BHF group. Any financial guarantees (collateral) received shall also, in accordance with regulations, comply with

9 the following: - liquidity, valuation (at least daily and assets which do not offer high volatility unless adequate discounts can be obtained), issuer creditworthiness, correlation (independence vis-à-vis the counterparty) and diversification (with a maximum exposure to a given issuer of 20% of net assets) criteria; - it shall be held by the Custodian of the Fund or any third party, in a segregated account, subject to prudential supervision and which has no connection with the provider of the financial guarantees; - financial guarantees received must be available for full execution by the Fund at any time without consulting the counterparty or the counterparty's consent; - financial guarantees received as cash shall only be placed as deposits with eligible institutions or invested in top-tier government bonds or used in reverse repurchase transactions (provided that such transactions are concluded with credit institutions subject to prudential supervision and on the condition that the Fund is in a position to recall the total cash amount at any time, accounting for accrued interest) or invested in short-term money market UCIs; - the financial guarantees will not be reusable. Risk profile Your money will mainly be invested in financial instruments selected by the Management Company. These instruments are subject to the market s movements and fluctuations. ODDO GENERATION 9 The risks identified by the Management Company and presented below are not exhaustive. Investors are responsible for assessing the risk of any investments they make, with the assistance of a financial investment adviser where applicable, and for ensuring that the investment envisaged is suited to their financial situation and ability to assume financial risks. Please refer to the Key Investor Information Document for information on the risk category to which this Fund belongs. The portfolio is exposed to the following risk factors: Risk of capital loss: The Fund is not guaranteed or protected; investors may not get back their initial investment in full. Equity risk: The Fund is invested directly or indirectly in one or more equity markets that may experience significant fluctuations. The Fund s net asset value could fall during periods in which the equity market is falling. Equity exposure may range between 75% and 100% of the F und s total assets. Risk associated with small and mid caps: The Fund may be exposed to small and medium capitalisations. Price fluctuations, both upward and downward, are more acute and more abrupt than for large capitalisations, and may therefore result in sharp variations in the net asset value. Furthermore, the low volumes traded on these markets may result in liquidity risk. This type of investment may affect the Fund s valuation and the prices at which the Fund may be obliged to liquidate its positions, particularly in the case of large redemptions, and may even make it impossible for the Fund to sell its holdings, as a result of which the Fund s net asset value may fall. The maximum exposure to equity capitalisation risk is 100%. Risk associated with discretionary management: This risk is linked to the investment style, which is based on expectations regarding the performance of the various markets. There is a risk that the Fund may not be invested in the best-performing markets or securities at all times. The Fund s performance therefore depends on the manager s ability to anticipate movements in the markets or in individual securities. This risk may result in a fall in the net asset value and/or a capital loss for the investor. Interest rate risk: The Fund may invest up to 25% of its assets in bonds or debt securities denominated in euro. Interest rate risk corresponds to the risk linked to a rise in bond market interest rates, which causes bond prices and therefore the net asset value of the Fund to fall. Credit risk: This is the risk of a potential downgrading of an issuer s credit rating, or in an extreme case its default, which would have a negative impact on the price of the debt securities issued and therefore on the net asset value of the Fund. This could result in a capital loss. Credit risk varies according to expectations, bond maturities and the level of confidence in each issuer. This may restrict the liquidity of the securities of a particular issuer and have a negative impact on the net asset value of the Fund,

10 especially if the Fund liquidates its positions in a market where transaction volumes are low. This risk is limited to 25% of the Fund s assets. Counterparty risk: This is the risk of a counterparty s collapse, causing it to default on payment. The Fund may be exposed to the counterparty risk caused by the use of forward financial instruments contracted over - the-counter with credit institutions. The Fund is therefore exposed to the risk that one of these credit institutions may not be able to honour its commitments in connection with such instruments. Risk associated with commitments on forward financial instruments: Without seeking overexposure, the Fund may invest up to 100% of net assets in forward financial instruments, which may present a downside risk to the Fund's net asset value that is greater than that of the benchmark. Currency risk: This risk is linked to portfolios invested fully or partially in securities denominated in currencies other than the Fund s reference currency and corresponds to the variation in the exchange rate between these currencies and the Fund s reference currency. As such, the value a security may be affected by a change in the value of its reference currency against the euro, even though its value in its base currency may not change, thereby causing the net asset value of the Fund to fall. Risks associated with securities financing transactions and collateral management: Investors may be exposed to legal risk (arising from the legal documentation, the application of agreements and the limits imposed by them) and to the risk associated with the reuse of securities received as collateral, given that the net asset value of the FCP may vary depending on fluctuations in the value of the securities acquired through investment in cash received as collateral. In exceptional market conditions, investors may also be exposed to liquidity risk, making it difficult, for example, to trade certain securities. The Fund will be exposed, to a limited extent, to the following risk: Emerging markets risk: This risk is linked to the operating and monitoring conditions on emerging markets to which the Fund is exposed, which may deviate from the standards that exist on the large international markets and may be affected by various disruptions (such as changes in taxation or political stability, or a temporary lack of liquidity on these securities). These disruptions may trigger settlement/delivery problems likely to have an impact on the prices at which the Fund may be obliged to liquidate its positions, which may then result in a sharp fall in the Fund s net asset value. Guarantee or protection None (neither the capital nor the performance are guaranteed). INVESTORS AND UNITS Target investors The units have not been, and shall not be, registered under the 1933 US Securities Act (hereinafter the Act of 1933 ), or under any law applicable in a US State, and the units may not be directly or indirectly assigned, offered or sold in the United States of America (including its territories and possessions) for the benefit of any US persons (hereinafter US Persons ), as defined by US Regulation S under the Act of 1933 adopted by the Securities and Exchange Commission or SEC, except if (i) the units are registered or (ii) an exemption is applicable (with the prior consent of the Fund Management Company s CEO). The Fund is not, and shall not, be registered under the US Investment Company Act of Any resale or assigning of units in the United States of America or to a US Person may constitute a violation of US law and require the prior written consent of the Fund Management Company s CEO. Persons wishing to purchase or subscribe units shall be required to certify in writing that they are not US Persons. All unitholders must immediately inform the Fund if they become a US Person. Any unitholder that becomes a US Person shall no longer be authorised to purchase new units and may be requested to dispose of their units at any time for the benefit of persons who do not have US Person status. The term US Person has the same meaning in the Prospectus as the definition given in SEC ODDO GENERATION 10

11 Regulation S (Part CFR ). This definition of a US Person is available from the following address: In accordance with the provisions of the Foreign Account Tax Compliance Act ( FATCA ), applicable as of 1 July 2014, if the Fund directly or indirectly invests in US assets, the income from these investments may be subject to 30% withholding tax. To avoid the payment of this 30% withholding tax, France and the United States have concluded an intergovernmental agreement whereby non-us financial institutions ( foreign financial institutions ) undertake to set up a procedure to identify direct or indirect investors with US taxpayer status and transmit certain information about these investors to the French tax authorities, which will communicate it to the US tax authorities ( Internal Revenue Service ). In its capacity as a foreign financial institution, the Fund undertakes to comply with FATCA and to take any measures required by the aforementioned intergovernmental agreement. Except for these restrictions, the Fund is open to all investors, while bearing the following in mind. CR-EUR, DR-EUR and CR-SEK [H] units are available to all investors, particularly retail investors. CI-EUR units are available to all investors, particularly legal entities. GC-EUR units are reserved for (i) insurance companies approved by ODDO BHF Asset Management SAS, to represent unit-linked products subscribed as part of advisory management contracts in their range and for (ii) ODDO BHF SCA clients also having signed an advisory agreement with an ODDO BHF SCA financial investment advisory partner. CN-EUR units are reserved for (i) Swiss and Italian institutional investors (ii) retail investors if they invest via a distributor, financial adviser, platform or other intermediary on the basis of a specific agreement or commission agreement concluded between the investor and the intermediary. CL-EUR units are reserved for institutional investors domiciled in Latin American countries, excluding prohibited countries included on the Financial Action Task Force (FATF) list and on the current French list. Typical investor profile The Fund is intended for investors seeking exposure to European equities of all market capitalisations over a minimum period of five years and who are willing to accept the risks arising from such exposure. The amount that is appropriate to invest in this Fund depends on your personal wealth. To determine this amount, investors should consider their personal wealth/assets, their current financial needs and those in more than 5 years as well as their willingness to accept risks or their preference for a more prudent investment. It is also highly recommended that investors sufficiently diversify their investments so as not to be exposed solely to the risks of this Fund. The Fund is also eligible for the French Equity Savings Plan (Plan d Epargne en Actions or PEA) and life insurance products. Recommended investment horizon Allocation of distributable income (income and capital gains) More than 5 years. Distributable income Distributable income Net income allocation Allocation of net realised capital gains or losses CR-EUR, CI-EUR, GC- EUR, CN-EUR, CL-EUR and CR-SEK [H] units Accumulation units Accumulation Accumulation DR-EUR units Distribution units Distributed in full, or partly carried forward by decision of the Management Company Distributed in full, or partly carried forward by decision of the Management Company and/or accumulated Distribution schedule Accumulation units: no distribution Distribution units: the proportion of distributable income which the Management Company decides to distribute is paid annually. Distributable income is paid out within five months of the financial year end. Base currency CR-EUR, CI-EUR, DR-EUR, GC-EUR, CN-EUR and CL-EUR units: Euro ( ). ODDO GENERATION 11

12 CR-SEK [H]: Swedish krona (SEK). CR-SEK [H] units are hedged against Swedish krona/euro exchange risk in order to limit changes in performance in comparison to the units in euro, albeit with a residual exchange risk of up to 3%. Form of units Fractions of units Bearer. Subscriptions and redemptions in thousandths of units. SUBSCRIPTION AND REDEMPTION PROCEDURES Terms and conditions of subscriptions and redemptions Subscription and redemption requests are centralised by the Custodian every day until 11:15 (Paris time, CET/CEST) and executed on the basis of the net asset value of the same day. The resulting settlements shall be carried out on the second trading day following the NAV date, except in the case of CR-SEK [H] units, for which settlement shall be carried out at the latest on the fifth trading day following the NAV date. Any order received by the Custodian after this time will be executed at the following net asset value. Minimum initial investment CR-EUR, DR-EUR and CR-SEK [H] units: 1 thousandth of a unit. CI-EUR units: EUR 250,000* GC-EUR units: EUR 100 CN-EUR units: EUR 100* CL-EUR units:eur 5,000,000* * With the exception of ODDO BHF Asset Management SAS, companies in the Management Company s group and investment funds and mandates managed by the Management Company, from which no minimum investment is required. Minimum subsequent investment CR-EUR, DR-EUR and CR-SEK [H] units CI-EUR units: 1 thousandth of a unit. GC-EUR units: 1 thousandth of a unit CN-EUR units: 1 thousandth of a unit CL-EUR units: 1 thousandth of a unit : 1 thousandth of a unit. Centralisation of subscription and redemption requests ODDO BHF SCA 12, Bd de la Madeleine Paris. The Fund s promoters must send subscription and/or redemption orders to the Centralising Agent no later than the centralisation cut-off time. Any order received by the Centralising Agent after this time will be executed at the following net asset value. Promoters may apply their own cut-off time, which may be earlier than the cut-off time mentioned above, in order to take into account the time required to transmit orders to the centralising agent. It is the investor's responsibility to obtain information on the time at which his order has been received by the promoter for processing. Date and frequency of calculation of net asset value The net asset value is calculated daily, according to the Euronext Paris calendar, with the exception of public holidays on the French Stock Exchange. Place and methods of publication or communication of net asset value This information can be obtained from the Management Company (ODDO BHF Asset Management SAS) and the Custodian (ODDO BHF SCA) at 12, Bd de la Madeleine, Paris, and from the website am.oddo-bhf.com. Notification of portfolio structure The Management Company may, upon request, notify professional investors subject to the obligations resulting from Directive 2009/138/EC (the Solvency II Directive) of the structure of the Fund s portfolio at the earliest 48 hours from the last publication of the net asset value. The information provided shall be treated with the utmost confidentiality and shall only be used for the calculation of prudential requirements. This information cannot, under any circumstances, be used for illegal activities such as market timing or late trading by unitholders in possession of such information. ODDO GENERATION 12

13 INFORMATION ON FEES, COMMISSIONS, EXPENSES AND TAXATION Subscription and redemption fees: Subscription fees increase the subscription price paid by the investor, while redemption fees decrease the redemption price. The fees charged by the Fund serve to offset the costs incurred by the Fund to invest and disinvest investors' monies. Fees not paid to the Fund are paid to the Management Company, the Promoter, etc. Fees payable by the investor on subscriptions and redemptions Basis Rate CR-EUR, CI-EUR, DR-EUR, GC-EUR, CN-EUR, CL-EUR and CR-SEK [H] units Subscription fee not payable to the Fund NAV per unit x number of units 4% maximum Subscription fee payable to the Fund NAV per unit x number of units None Redemption fee not payable to the Fund NAV per unit x number of units None Redemption fee payable to the Fund NAV per unit x number of units None Management and administration fees: Fees charged to the Fund Financial management fees and administrative fees not payable to the Management Company (statutory auditor, custodian, distributors, lawyers, etc.) Basis Net assets, excluding units and shares of UCITS Rate CR-EUR, CI-EUR, DR-EUR, GC-EUR, CN-EUR, CL-EUR and CR-SEK [H] units CR-EUR, DR-EUR and CR-SEK [H] units: Maximum 2% inclusive of tax CI-EUR, GC-EUR, CN-EUR and CL- EUR units: Maximum 1%, inclusive of tax Performance fees* Net assets - CR-EUR, DR-EUR, GC-EUR and CR-SEK [H] units: A maximum of 20% of the Fund's outperformance relative to the benchmark index provided that the Fund's performance is positive. - CI-EUR and CN-EUR units: A maximum of 10% of the Fund's outperformance relative to the benchmark index provided that the Fund's performance is positive. Transaction fees charged by service providers: - Custodian: 100% Payable on each transaction - CL-EUR units: None. Equities: depending on the markets, with a maximum of 0.59% inclusive of tax and a minimum of EUR 7.50 exclusive of tax for French equities and EUR 50 exclusive of tax for foreign equities. Bonds: 0.03% inclusive of tax with a minimum of EUR 7.50 exclusive of tax Money market instruments and derivatives: None * Performance fee: a performance fee based on a comparison between the Fund s performance and that of the benchmark index over the reference period. - The performance fee calculation method seeks to determine the value created by the manager in absolute terms: this means comparing sums received (i.e. subscriptions) with sums returned (i.e. redemptions) + assets under management (i.e. the total net asset value). - Sums received are represented by the indexed NAV (or fictitious fund), which is the point of comparison. The indexed NAV is calculated in the same manner as a meter: each time the net asset value is calculated, subscriptions from T -1 are indexed using the performance of the comparison index from T-1 to T. This gives us a theoretical NAV, on the basis of which each subscription is immediately invested in the comparison index. The performance fee provision amount is not linked to the amount of subscriptio ns: for example, if the book NAV rises by EUR 1 million (following a subscription), the indexed NAV will rise by the same amount, meaning the performance fee provision amount is unaltered. ODDO GENERATION 13

14 In the event of redemption, the outperformance linked with redemptions shall be subject to a specific provision, separate fro m the provision for outperformance on assets under management. The outperformance linked to redemptions is defined as a proportion (i.e. the number of units redeemed divided by the total number of units) of the outperformance on assets under management. This is calculated in the sa me manner as a meter and allows for the crystallization of the provision for the outperformance corresponding to the redeemed shares. The indexed NAV is also adjusted by the redemption ratio. Hence, in the case of redemptions, the provision corresponding to the outperformance o f the total NAV is transferred to the provision corresponding to the outperformance of the redeemed shares. However, the total provision is not linked to the amount of redemptions. The outperformance provision linked to redemptions is definitively allocated to the Management Company and deducted at the end of the financial year. The Fund s performance is determined on the basis of its book value after taking into account fixed management fees and befor e deduction of the performance fee. Once the Fund records a positive performance that exceeds that of its benchmark index in a given reference period, a provision of 20% of this outperformance is established for CR-EUR, DR-EUR, GC-EUR and CR-SEK [H] units, and 10% for CI-EUR and CN-EUR units, upon each NAV calculation. In the event that the Fund underperforms its benchmark index between two net asset values, any previously accumulated provision shall be reduced accordingly. The amounts deducted from the provision cannot exceed the amount previously accumulated. This variable fee will only be definitively transferred to the Management Company at the end of the reference period and only if, over th e reference period, the Fund s performance is positive and exceeds that of its benchmark index. It is deducted from the last NAV calculation of the financial year and paid annually to the Management Company, provided that on that date the reference period is at least e qual to one year. A description of the method used to calculate the performance fee may be obtained from the Management Company. Methods of calculating and sharing the return on temporary purchases and sales of securities: The remuneration received from temporary sales of securities (lending and repurchase of securities) is repaid to the Fund, le ss operating costs invoiced by the counterparty, potentially amounting to up to 50% of this remuneration. With respect to temporary purchases of securities (reverse repurchase transactions), the Fund is the direct counterparty in such transactions and receives the full amount of the remuneration. The Management Company does not receive any remuneration in respect of temporary purchases and sales of securities. For temporary sales of securities, the Fund uses a credit institution whose registered office is located in a Member State of the European Union. This service provider shall act independently from the Fund systematically as a counterparty to market transactions. T his service provider may be part of the ODDO BHF group. For more information, please refer to the Fund's annual report. All of these charges are quoted inclusive of tax. For further information, please refer to the Fund s annual report. Procedure for the selection of intermediaries: Intermediaries and counterparties are selected by internal audit and management staff using a competitive tendering procedure from a predefined list. This list is drawn up using precise selection criteria laid down in the market intermediary selection policy which may be consulted on the Management Company s website. For further information, unitholders may refer to the Fund s annual report. COMMERCIAL INFORMATION Subscription and redemption of units Subscription and redemption procedures are presented in the section Subscription and redemption procedures. Information relating to the Fund is provided by Company Address ODDO BHF ASSET MANAGEMENT SAS 12, Bd de la Madeleine Paris information_oam@oddo-bhf.com ODDO GENERATION 14

15 Information is also available: On the website am.oddo-bhf.com By contacting Customer Services By telephoning The AMF website provides additional information on the list of regulatory documents and all provisions relating to investor protection. Publication date of the prospectus 29/09/2017 INVESTMENT RULES The regulatory ratios applicable to the Fund: The legal investment rules applicable to the Fund are those that govern UCITS investing no more than 10% of their assets in other investment funds, as well as those applicable to the AMF s International Equities classification. The Fund s overall risk is calculated using the commitment method. GLOBAL RISK INFORMATION ON ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CRITERIA Additional information on the application of ESG criteria by the Management Company shall be available in the FCP s annual report and on the Management Company s website: am.oddo-bhf.com ASSET VALUATION AND ACCOUNTING RULES Asset valuation rules: The calculation of the net asset value per unit is subject to the following valuation rules: - financial instruments and transferable securities traded on regulated markets are valued at their market price using the following principles: - The valuation is based on the last official market price. The market price used depends on the market on which the instrument is listed: European markets: Asian markets: North and South American markets: Last market price on the net asset value calculation day Last market price on the net asset value calculation day Last market price on the net asset value calculation day The prices used are those obtained from financial information providers and available on the following day at 09:00 (Paris time): Fininfo or Bloomberg. In the event that no price is available for a security, the last known price is used. However, the following instruments are valued using the following specific valuation methods: - financial instruments that are not traded on a regulated market are valued under the Management Company's responsibility at their foreseeable sale prices. In particular, transferable debt securities and similar securities that are not traded in large volumes are valued by means o f an actuarial method; the reference rate used is that applied to issues of equivalent securities plus or minus, where applicable, a differential reflecting the issuer s specific characteristics. Nevertheless, transferable debt securities with low sensitivity and a residual maturity of less than or equal to three months may be valued using the straight-line method. - financial contracts (futures, options or swap transactions concluded on over-the-counter markets) are valued at their market value or at a value estimated according to the terms and conditions determined by the Management Company. - Financial guarantees: in order to limit counterparty risk as much as possible while also factoring in operational constraints, the Management Company applies a daily margin call system, per fund and per counterparty, with an activation threshold set at a maximum of EUR 100,000 based on an evaluation of the mark-to-market price. Deposits are recorded based on their nominal value plus the interest calculated daily using the Eonia. The method for valuing off-balance sheet commitments consists in valuing futures contracts at their market price and in converting options into the equivalent value of the underlying. ODDO GENERATION 15